One Gateway Plaza Los Angeles, CA 90012-2952

213 . 922.2000

Tel

metro. net

60

FINANCE BUDGET AND AUDIT COMMITTEE MARCH 20, 2013 EXECUTIVE MANAGEMENT COMMITTEE MARCH 21, 2013

SUBJECT: ACTION:

MEASURER PROJECT FINANCE ACCELERATION PLAN ISSUE A NOTICE TO AMEND MEASURE R

RECOMMENDATION Issue the appropriate notices to enable an amendment to the Measure R Expenditure Plan to advance "Funds Available Beginning" dates for transit corridor projects as shown in the Proposed Measure R Expenditure Plan in Attachment A ISSUE In January 2013, we were directed to proceed with the planning and environmental analysis of all Measure R projects including those scheduled for delivery in the second and third decades, with the assumption that non-Measure J finance strategies could be secured to deliver these projects earlier than scheduled in the adopted 2009 Long Range Transportation Plan (LRTP). The LACMTA Board of Directors further directed that, before any suggested strategies are placed into action or are further articulated, we were to return to the Board in March 2013 with the following analysis as part of the financial strategy:

A A strategy for keeping all second and third decade projects in shelf-ready condition for federal funding on an accelerated schedule on an equal footing; including funding plans consistent with the LRTP (Attachment B, the ShelfReady Condition Strategy for 2nd and 3rd Decade Projects);
B. Identification and funding requirements for state of good repair and major rehabilitation through the second and third decades (see Attachment C, a report on the Status of State of Good Repair Analysis); C. More detail on cash flow requirements to fund operations, state of good repair, call for projects, and other programs in an accelerated environment that includes bonding against Proposition A and Proposition C revenues (See summary information in Attachment D, the Measure R Project Finance Acceleration Plan);

D. Detail on the proposed "financial and process paths" to pursue with the FTA on the South Bay Green Line Extension, Eastside Gold Line Phase II Extension, West Santa Ana Branch, Gold Line Foothill Extension and Airport Metro Connector (Attachment B); E. Develop funding plans for the remaining 12 highway initiatives that are in the planning stage or not under consideration for Public/Private Partnerships. These plans should include anticipated Master Credit Agreements and Transportation Infrastructure Finance and Innovation Act (TIFIA) programming commitments (Attachment E, the Funding Plan for Non-P3 Highway Initiatives in Planning Stages); and, F. Estimate of the public investment required to support Public/Private investment (environmental review, right-of-way, and other costs) (Attachment F, the Public/ Private Partnership Investment Analysis).
DISCUSSION

Economic Recoverv: We continue to enjoy an economic recovery, making it easier for State and Federal funding partners to keep their commitments and yielding increased sales tax receipts relative to the depths of the worldwide economic downturn. As shown in Attachments D, the actual sales tax receipts have tracked well since our last forecast update was received from UCLA in late 2011. The 2012 update to the UCLA Anderson Forecast includes a taxable retail sales component that shows an overall decrease relative to the prior Forecast, but is close enough that counter-balancing changes in interest cost assumptions for our planned borrowing can adequately address any problems presented by the lower forecast. State of Good Repair: Our State of Good Repair study results are not yet completed, but significant progress has been made as we respond to the LACMT A Board of Directors request and a national policy effort on the part of the Federal Transit Administration to improve State of Good Repair practices by carefully studying these needs and identifying their anticipated cost and funding . As shown in Attachment C and D, we are using preliminary data from the study to insure that we have adequately provided for State of Good Repair needs going forward. LACMTA 30/10 Policy: This report addresses the financial aspects of a funding strategy to implement second and third decade projects in the next ten years, consistent with the LRTP and the LACMTA Board of Director's 30/10 Policy. The 30/10 policy was approved at the LACMTA Board of Director's April 2010 meeting with the direction to pursue efforts to accelerate both transit and highway projects. The approved policy in support of the "30/1 0 Initiative" is subject to the policies and conditions in Attachment G. The Measure R Project Finance Expenditure Plan in Attachment D meets all the policies and conditions set forth in the adopted policy in Attachment G.

Measure R Project Finance Acceleration Plan

Page 2

Measure R Amendment: The Measure R Expenditure Plan approved by the voters precludes the accelerated expenditure of Measure R funds on certain transit projects before the dates shown in Attachment A in the "Funds Available Beginning" column of the Expenditure Plan on page 2. Those dates need to be amended to begin expending Measure R funds on those projects to complete their construction within the accelerated schedule. No changes to the Highway Capital project dates are required to permit acceleration efforts because MeasureR flexibly described them as "To Be Determined". The LACMT A 30/10 policy in Attachment G requires, in part, that the LACMTA Board of Director's adopt an accelerated project delivery schedule prior to implementing any 30/10 plan. When we bring the Measure R Expenditure Plan amendment to the LACMTA Board of Director's for formal approval, we will recommend adoption of the accelerated project delivery schedules.

DETERMINATION OF SAFETY IMPACT

Proper planning for both State of Good Repair investments and transportation capital project acceleration has substantial long term safety benefits. State of Good Repair investments, when implemented, prevent safety incidents related to equipment breakdowns and other unanticipated problems.

FINANCIAL IMPACT
The adoption of a Measure R Project Finance Acceleration Plan, if fully implemented, will have profound financial impacts. The $21 billion Measure R Project Finance Acceleration Plan for transportation improvements is shown Attachment D on pages 24 and 25. In addition to the MeasureR projects, the Plan includes all the anticipated public investments for transportation operating and maintenance needs for the existing transportation system. The operations and maintenance costs are estimated to be valued at over $45 billion in the first decade. In total, the Acceleration Plan will guide the investment of a $21 billion portion of a total public transportation investment of over $66 billion in the first decade of the LRTP. From construction and right-of-way costs to operating and maintenance costs, we have included the anticipated financial impacts in the Measure R Project Finance Acceleration Plan . Highway operating and maintenance costs are borne by Caltrans and other local agencies. Transit impacts are primarily funded by or through the LACMT A.

IMPACT TO BUS AND RAIL OPERATING AND CAPITAL

The Measure R Project Finance Acceleration Plan has positive impacts on bus and rail capital improvements and their ongoing repair needs. It requires funding for new operating and maintenance costs for the MeasureR projects that are accelerated. We show that these added costs can be met, in part, with Measure R funds in Attachment D, pages 30 and 35.

Measure R Project Finance Acceleration Plan

Page 3

ALTERNATIVES CONSIDERED

The LACMT A Board of Directors has considered numerous alternatives to enable acceleration of MeasureR projects, as shown in Table 1. The "Large Grant" alternative identifies the funds necessary to accelerate all Measure R transit corridor projects using a single large grant (the shortfall) . The "Large Loan" approach explored the availability of a Sovereign Wealth Fund loan that would close the shortfall. The Measure J approach was an extension of Measure R for 30 years coupled with longer term borrowing. The "Measure R/A/C" acceleration concept recommended in this report builds on previous work and assumes that Proposition A and Proposition C will be used to make repayments in 2040 and beyond, after the expiration of Measure R. Table 1. Alternative Project Finance Acceleration Plans:
Alternative 30/10 Funding Strategies
$16 $14 $12 $10
(Dollars in Billions)
"T

t------

$3.97

Gap

$8
$6 $4

$Large Grant New Starts Grants Measure R/A/CTIFIA Loans MeasureR Borrowing Large Loan@ 2.17% Gap AFF Measure R/A/C Bonds Other State, Local & Federal MeasureJ MR Project Accel TIFIA Loans Measure R/A/C Bonds
-

__

___..)

NEXT STEPS

If the LACMT A Board of Directors approves the issuance of requisite notices, we will begin all necessary steps for processing an amendment to the Measure R Expenditure Plan . If the amendment is approved, we will seek to amend the pending TIFIA Transit Master Credit Agreement Letter of Interest to reflect a new total of up to $2 .05 billion for the Regional Connector and Westside Subway Extension projects.

Measure R Project Finance Acceleration Plan

Page 4

--

--------- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

For the Measure R highway program, we will begin work with the sub-regions to identify specific highway projects to accelerate. During this process, we will evaluate any proposals to reprogram Measure R capital project funding from highway to transit and from transit to highway . According to the MeasureR Ordinance, any such proposal could not be approved prior to FY 2019. We will also prepare a new Master Credit Agreement Letter of Interest for up to $1.50 billion for above ground elements of Measure R transit projects and up to $950 million for Measure R highway projects. Finally, we will begin preparing a trust indenture for bonds to be secured with Measure R, Proposition A and Proposition C revenues .
ATTACHMENT(S)

Attachment A: Proposed MeasureR Expenditure Plan Amendments Attachment B: Self-Ready Condition Strategy for 2nd and 3rd Decade Transit Projects Attachment C: Report on the Status of State of Good Repair Analysis Attachment D: Measure R Project Finance Acceleration Plan Attachment E: Funding Plan for Non-P3 Highway Initiatives in Planning Stages Attachment F: Public/Private Partnership Investment Analysis Attachment G: LACMTA Board of Director's Policies and Conditions for 30/10 Initiative

Prepared by :

David Yale Executive Officer, Countywide Planning and Programming 213-922-2469

Measure R Project Finance Acceleration Plan

Page 5

- - - - - - -- - - - - - - - - - - - - - - - - - - -

Martha wen50r

AlA Executive Director, Countywide Planning

Measure R Project Finance Acceleration Plan

Page 6

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One-Half Cent Sales Tax for Transportation Outline of Expenditure Categories

Sunsets in 30-Years: Fiscal Year (FY) 2010- 2039 (millions)

ATTACHMENT A Proposed Amendment

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Subfund Transit Capital Transit Capital Transit Capital Highway Capital

Program New Rail and/or Bus Rapid Transit Capital Projects - project definition depends on final environmental review process Metrolink Capital Improvement Projects within Los Angeles County (Operations, Maintenance, and Expansion) Metro Rail Capital- System Improvements, Rail Yards, and Rail Cars Carpool Lanes, Highways, Goods Movement, Grade Separations, and Soundwalls

%of Sales Tax First Year (net of administration) Amount 35%

10-Year Amount

30-Year Amount

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241

$ 2,930

$ 13,790

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21

251

1'182

2%

14

167

788

20%

$ $

138

$ 1,675

$ $

7,880

Operations Rail Operations (New Transit Project Operations and Maintenance) Bus Operations (Countywide Bus Service Operations, Maintenance, and Expansion. Suspend a scheduled July 1, 2009 Metro fare Operations increase for one year and freeze all Metro Student, Senior, Disabled, and Medicare fares through June 30, 2013 by instead using Metro's Formula Allocation Procedure share of this subfund.) Major street resurfacing, rehabilitation and reconstruction; pothole repair; left turn signals; bikeways; pedestrian improvements; streetscapes; signal synchronization; and transit. (Local Keturn to me 1ncorporatea L.;ltles w1tn1n Los Angeles County and to Los Angeles County for the Unincorporated Area of the County on a Per Capita Basis.)

5%

34

419

1,970

20%

138

$ 1,675

7,880

Local Return

15%

103

$ 1,256

5,910

TOTAL PROGRAMS 1.5% for Administration

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100%

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$ $ $

689 11 700

$ 8,373 $ 127 $ 8,500

$ 39,400 $ 600 $ 40,000

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One-Half Cent Sales Tax for Transportation: Expenditure Plan 30 Years, Fiscal Year (FY) 2010- 2039 As Adopted by the Los Angeles County Metropolitan Transportation Authority Board of Directors July 24, 2008
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Total

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Transit Projects:New Rail and/or Bus Rapid Transit Capital Projects. Could include rail improvements or exclusive bus rapid transit improvements in designated corridors.

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Easts1de Licht Rail Access Gold Line Expcs1t1on Boulevard Light Ra1l Transit Metro and Municipal Reg1onal Clean Fuel Bus Capital Fac11it1 es and Rolling Stock (Metro's share to be used fo r clean fuel buses\ Reg1onal Connector (l1nks local raill1n es)

Escalated$ $ 30 $ 1,632 a
$ $

$ $ $ $

30 925 150 160

$ $ $ $

$ $
$

30 925 150 160

$ $

$ $
$

353

$ $
$

354

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FY 2013 FY 2013-15 FY 2039

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Current 2008$

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266

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Crenshaw T rans1t Comdor -

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Gold Line Eastside Extension

$ $ $ $ $

1,470 1,310 758 200 280

$ $ $

235 .5

9715 1,271

$ $ $

1,207 1,271 735 200 272

$ $ $

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FY 2010-12 1" 2()22 24 FY 2013-24 FY 2010-12

FY 2016-18 FY 2033-35 FY 2015-17 FY 2015-28d FY 2033-35

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Gold L1ne Foothill Light Rail Trans1t Extension Green Line Extension to Los Angeles International A1roort Green Line Extension Redondo Beach Stat1on to South Bay Corridor San Ferna ndo Valley 1-405 Comdor Connect1on (match to total project cost) San Fernando Valley North-South Rap1 dways C:orrirlor\ - nroi<>ct San Fernando Valley East North- South Rap1dwaysproject acceleration West Sa nta Ana Branc h Corndor (match to total pro;ect cost) Westside Subway Extension - to be opened in segments Cap1tal Pro;ect Contingency (Trans1t)-Escalation Allowance for lines 8-17 to be based on yea r of
r.nnstr11r.ton n

735

$ $

200 272

$ $

TBD d FY 2010-12
$

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To be determined

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FY 2013-32 FY 2010-12 FY 2013-15

FY 2038-39

14 15

$ $

188 70

32 $ 68 .5 e $

150

$ $

182 68 .5

$ $

6 2

FY 2014-16 FY 2016-18

16

TBD

240

240

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FY 2013- 17* FY 2013-15

FY 2025-27'

17

4,200

900

3,174

4,074

126

FY 2034-36

18 19

7,331 18,939
h

173 3,408.5

3,103

3,276 13,790

2,200 2,908

1,015 1,554

840 g 1,965

FY 2010 FY 2010

FY 2039 FY 2039

Total New Rail and/or Bus Rapid Transit Capital Projects

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Highway Projects: Capital

Carpool Lanes, Highways, Goods Movement, Grade Separations, and Soundwalls

Escalated$

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Alameda Corridor East Grade Separations Phase II BNSF Grade Separations in Gateway Crties Countywide Soundwall Construction (Metro regional list and Monterey Park/SR-60) High Desert Corridor (environmental) Interstate 5 I St. Route 14 Capacrty Enhancement Interstate 5 Capacrty Enhancement from Orange County Line to

$ $ $ $ $ $ $ $

1,123 35 250 33 161 1,240 610 389 Current 2008$

$ $ $ $ $ $ $ $

200

$ $ $ $ $ $ $ $

200 35

$ $ $ $

400 35 250 33 90.8 264.8 271 .5 138

$ $ $ $ $ $ $ $

200

336

187

As funds become available As funds become available

FY2010 FY2039

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- $

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41 834 264 154

$ $ $ $ $ $

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15 78 50 97

$ $ $ $ $

14 j 63 j 24 j

As funds become available

FY2010 FY 2010 FY2010 FY2010 FY2013-15 FY2016-17 FY2013 FY2015

- $ - $ - $

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1-5 Capacrty Enhancement from SR-134 to SR-170 1-5 Carmenrta Road Interchange Improvement

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Highway Operational Improvements in Arroyo Verdugo subregion Highway Operational Improvements in Las Virgenes/Malibu subregion Interstate 405, and SR-91 Ramp and Interchange Improvements (South Bay) Interstate 5 North Capacrty Enhancements from SR 14 to Kern County Line (Truck Lanes) Interstate 605 Corridor "Hot Spot" Interchanges Interstate 710 North Gap Closure (tunnel) Interstate 710 South and/or Early Action Projects State Route 138 Capacity Enhancements

$ $ $ $ $ $ $ $ $

170 175 906 2,800 2,410 3,730 5,460 270 2,575

$ $ $ $ $ $ $ $ $

$ $ $ $ $ $ $ $

170 175 906 410 590 780 590 200

$ $ $ $ $ $ $ $ $

170 175 906 410 590 780 590 200 2,576 To be determined

As funds become available

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Caprtal Project Contingency (Highway)- Escalation Allowance for lines 31-38 to be based on year of construction Total Capital Projects Highway: Carpool Lanes, Highways, Goods Movements, Grade Separations, and Soundwa/ls

1,215.1

$ 2,575.9

$ 22,337

$ 6,664.9 $

7,880

TBD

TBD

288

FY2010

FY2039

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Additional

Total Escalated

Funds Available Beginning

Expected Completion

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Bus Operations (Countywide Bus Service Operations , Maintenance , and Expansion . Suspend a scheduled July 1, 2009 Metro fare increase for one year and freeze all Metro Student, Senior, Disabled , and Medicare fares through June 30, 2013 by instead using Metro's Formula Allocation Procedure share of this subfund .) Rail Operations (New Project Operations and Maintenance) and Major street resurfacing, reconstruction; pothole repair; left turn signals; bikeways; pedestrian improvements; streetscapes; siqnal synchronization; and Metro Rail Projects- System Improvements, Rail Yards and Rail Cars Improvement Projects Los Metrolink Angeles County (Operations , Maintenance, and Expansion) Subtotal Transit and Highway Capital Projects Subtotal page 4 1 .5% for A:lministration

20A>

7,880

7,880

FY2010

FY2039

5%

1,970

1,970

FY2010 Not Applicable

FY2039

15% I

250

5,660

5,910

FY2010

FY2039

2% 3%

$ $ 70 4,623.6 320.0 10

$ $

788 1,112 17,046 17,410 590

$ $

788 1,182

FY2010 FY2010

FY2039 FY2039 FY2039

$ 41,276 m $ $
NIA

$ $
$

$ 21,670 $ 17,730
$ 600

$ 2,908

$ 1,554

$ 2,253

FY2010

47
48 49

Not Applicable

FY2010

FY2039

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FY2039 FY2010 $ 2,908 I $ 1,5541 $ 2,253 Total $ 4,953.6 $ 35,046 $ 40,000 Notes : Blvd Light Rail project includes the following funds : Prop 1 B Modernization funds ($250M), a. The State Transportation Improvement Program funds ($103M), Metro A and C funds ($354M) . b. Systemwide ridership forecasts indicate need for a Regional Connector downtown. This plan assumes that Metro Long Range Transportation Plan funds freed-up from the Phase II project by passage of this sales tax will be redirected to the Regional Connector project by the Metro Board . c . Local funding for the Crenshaw Transit Corridor assumes a 3% local contribution ($44 M) and a Metro Long Range Transportation Plan contribution ($219M) . d. Local funding target and project schedule to be determined due to potential LAX contribution. First segment is included in the Crenshaw project. e . The San Fernando Valley North-Sou1h Rapidways minimum of $100M is divided between the East and Canoga segments . f . Unescalated cost estimate to Westwood . g. Assumes a 3A> local contribu1ion to the Escalation Allowance ($225M) and a Metro Long Range Transportation Plan contribu1ion for project scheduling risk ($615 M) . capital projects cost estimate subject to change when cost estimates are developed for the San Fernando Valley Corridor h. Total new rail and/or bus rapid Connection (line 13) and the West Santa Ana Branch Corridor (line 16) . The precise amounts of Federal and local funding for the Alameda Corridor East Grade Separations Phase II project are subject to change . j . For projects funded from other sources on or before December 31, 2008, the funds freed-up by passage of this sales tax shall remain in the subregion in which the project is located for projects or programs of regional significance (per AB 2321). k. Amounts are estimates . Pctual amounts will be based on percentage of actual sales tax receipts net of administration. Local Return to the incorporated within Los Angeles County and to Los Angeles County for the unincorporated area of the County on a per basis per annual California Department of Finance population data. and highway caprtal projects of $41.2 B includes $12.9 Bin as yet unidentified federal, state, local, and public-private partnership m . The total project cost estimate for the funds for highway projects . Legend : Ops =Operations; Tran. Cap. = Transit Caprtal; SR =State Rou1e; I= Interstate The West Santa Ana Branch matching funds would be accelerated by u1ilizing Long Range Transportation Plan resources freed-up by the use of new sales tax funds on the Interstate 5 Capacrty Enhancement from 1-605 to Orange County Line project (line 27) .

ATTACHMENT 8 Part 1 (Transit) MeasureR Project Finance Acceleration Plan: Part 1: Shelf-Ready Condition Strategy for 2nd and 3rd Decade Transit Projects Assuming FT A finds that the Measure R financial acceleration plan is seen as viable, LACMT A will continue to pursue each second and third decade project as shown below.
Westside Subway

There are three sections of the Westside Subway Extension. All three sections were included in the Final Environmental Impact StatemenUReport (FEIS/R) that was certified by the Board and approved by the FTA. The first section of the project to La Cienega is moving forward toward construction. The remaining sections would be built in the second and third decades. The Transit Project Delivery Department will proceed with the procurement of a Design/Build contractor for the first section only, and with the negotiation of a Full Funding Grant Agreement (FFGA) for that section (with provisions for FFGA amendments to cover the future sections). Construction on the first section is expected to start in the spring of 2014. Since a Federal Record of Decision has been received, and per Board direction in January, 2013, the second section will proceed with Preliminary Engineering which is well underway in order to complete the Design/Build package so it is ready for advertisement when funding sources are identified .
Airport Metro Connector

The Airport Metro Connector project is a second decade project in the LRTP. However, the Measure R Expenditure Plan allows for the acceleration of this project if the Los Angeles World Airports (LAWA) provides funding . The Alternatives Analysis phase of work was completed and received by the Board in April 2012. We have not begun the draft environmental analysis due to on-going discussions with LAWA, the FTA, and the Federal Aviation Administration (FAA) . In February 2013, the LAWA Board of Airport Commissioners and the City of Los Angeles Planning Commission approved the LAWA Specific Plan Amendment Study Locally Preferred Alternative which committed to using an Automated People Mover (APM) . LAWA staff also identified three potential locations where the APM could connect with LACMT A's light rail system . Staff will continue to work with LAWA on the technical analysis that will become the basis of the draft environmental work. The environmental work will begin once the FTA and FAA give clearance to begin. At the December 2012 Board meeting, staff was instructed to study the possibility of using a P3 approach in order to accelerate this project. That study is being undertaken.
South Bay Green Line Extension

The Draft Environmental Impact StatemenUReport (DEIS/R) for the South Bay Green Line Extension has been completed and is being reviewed by the FTA. In order to proceed with this project, we will work with FT A to get their agreement that we can

Measure R Project Finance Acceleration Plan

Page 11

distribute the DEIS/R to the public. We will then proceed with final environmental work and initiation of Advanced Conceptual Engineering. Eastside Gold Line Phase 2 Extension The Eastside Gold Line Extension Phase 2 is in much the same situation as the South Bay Green Line Extension . This project is also a third decade project and its DEIS/R is being reviewed by the FTA and the Cooperating agencies. As above, once FT A allows for the distribution of the DEIS/R to the public, we will do so. This will be followed by the completion of the final environmental work and initiation of the Advanced Conceptual Engineering. West Santa Ana Branch The West Santa Ana Branch Corridor is the Los Angeles County portion of a 34-mile corridor that also stretches into Orange County. This project is a second decade project. SCAG led the AA work on this project because it spans two counties. The SCAG Regional Council approved the AA in February 2013. LACMTA would lead further efforts on the portion of the Corridor in Los Angeles County, and OCTA would lead any further efforts in Orange County. We will initiate work on a Technical Refinement Study on the Los Angeles portion to further evaluate technical challenges identified by the SCAG AA prior to proceeding into environmental clearance. Gold Line Foothill Extension Phase 28 The Metro Gold Line Foothill Extension Construction Authority (Authority) is the lead agency for the final environmental clearance for Phase 2B of the Gold Line which extends the line from Azusa to Montclair. The Authority released the FEIR for this phase on February 14, 2013 and is scheduled to certify the document on March 6, 2013. LACMT A will continue to work with the Authority to further advance the project, including the preparation of the federal EIS to qualify the project for federal funding, contingent upon sufficient funds remaining from Phase 2A. Sepulveda Pass Corridor The last of the twelve Measure R transit projects is the Sepulveda Pass Corridor. We completed the Systems Planning Study which was received by the Board in December 2012. The study identified the potential for new revenues from net-positive user charges or tolls. At the December 2012 Board meeting, the Board approved proceeding with testing the viability of a P3 approach through the selection of a private sector developer for the project through a Pre-Development Agreement. With private sector financing , there is the possibility that the project can be accelerated . Any private sector financing would be based on anticipated revenues generated from a toll facility that would link the San Fernando Valley to the Westside.

Measure R Project Finance Acceleration Plan

Page 12

- - - - - - - - - - - - - - - - - - - -- - - - - - - - - - - - - - - - -

ATTACHMENT 8, Part 2 (Highway) MeasureR Project Finance Acceleration Plan: Part 2: Shelf-Ready Condition Strategy for 2nd and 3rd Decade Highway Projects LACMT A's approach to complete each of the Measure R Highway Categories is described below: 1. Alameda Corridor East Grade Separation Phase II -Continue design, Right-ofWay acquisition, and construction of Phase II projects. Currently, the San Gabriel Trench is under construction with an estimated completion in 2017. Furthermore, grade separation projects on Puente Ave., Fairway Drive, and Fullerton Ave. (City of Industry) and Hamilton Blvd. (Pomona) are in varying stages of design and ROW acquisition . 2. BNSF Grade Separation in Gateway Cities - Complete on-going construction at Valley View Ave and close out project by 2014. We will work with the Gateway Cities subregion to develop and implement grade separation projects. 3. Countywide Soundwall Construction -Complete the on-going construction projects and continue to explore the feasibility of constructing Packages 10 and 11 as part of the bundled highway improvement projects in the Accelerated Regional Transportation Improvements (ARTI) package using P3 as a delivery mechanism. 4. High Desert Corridor (Environmental) -Complete the environmental document and continue to explore the feasibility to complete this strategic multi-purpose corridor using P3. 5. 1-5/St Route 14 Capacity Enhancement- Complete construction and close out project by 2015.
6. Interstate 5 Capacity Enhancement from 1-605 to Orange County LineComplete the on-going construction projects on the first four segments and work with the State of California and the Gateway Cities subregion to identify funding options for completing the last segment; Complete construction and close out projects by 2017 or beyond.

7. Interstate 5 Capacity Enhancement from SR-134 to SR-170- Complete construction and close out project by 2018. 8. Interstate 5/Carmenita Rd Interchange Improvement - Complete the on-going construction project and close out the project by 2015.

Measure R Project Finance Acceleration Plan

Page 13

9. Highway Operational Improvements in Arroyo Verdugo -Complete the delivery of the Board approved project list through FY 2019 and continue to develop the list of projects to be delivered from FY 2020 through the third decade. 10. Highway Operational Improvements in Las Virgenes/Malibu -Complete the delivery of the Board approved project list through FY 2019 and continue to develop the list of projects to be delivered in the third decade as remaining funds are only available from FY 2024 through FY 2033. 11.1nterstate 405, 1-110, 1-105, and SR-91 Ramp and Interchange Improvements (South Bay) -Complete the delivery of the Board approved project list through FY 2019 and continue to develop the list of projects from FY 2020 through the third decade. 12.1nterstate 5 North Capacity Enhancements from SR-14 to Kern County Line -Complete the construction of Phase 1 (truck lanes from SR-14 to Pica Canyon). continue to explore the feasibility of delivering Phase 2a (High Occupancy/Express lanes from SR-14 to Parker Road) as part of the ARTI package using P3 as a delivery mechanism, and be responsive for directives, if any, to initiate Phase 2b (capacity enhancement from Parker Road towards Kern County Line) and continue to explore P3 opportunities to implement Phase 2b. 13.1nterstate 605 Corridor "Hot Spot" Interchanges- Continue to work with the Gateway Cities subregion to identify, develop and deliver new projects consistent with the LRTP through the third decade. 14. State Route 710 North Gap Closure -Complete the environmental document consistent with the LRTP. 15.1nterstate 710 South and/or Early Action Projects- Complete the environmental document for 1-710 South and delivery of the Board approved list of 1-710 Early Action Projects consistent with the LRTP; work with Gateway Cities subregion to develop the list of Early Action Projects to be delivered through the second decade. 16. State Route 138 Capacity Enhancements- Complete the delivery of the Board approved project list through 2022 and explore funding strategies to complete the proposed capital improvements as needed.

Measure R Project Finance Acceleration Plan

Page 14

Approach for Highway TIFIA Opportunities

Measure R provides less than 30% of the funds needed to complete the highway project categories approved by the voters. The remaining 70% of funding sources include Proposition C, Congestion Mitigation and Air Quality Improvement (CMAQ), State Transportation Improvement Program (STI P), Regional Surface Transportation Program (RSTP), toll revenues, and other, as yet unidentified funds . Additionally only a portion of the Measure R highway projects are defined at this point and the rest of the program can only be defined progressively over time. Though we believe the effective approach for LACMTA's highway projects may be to secure TIFIA loans for each project individually instead of collectively in a Tl FIA MCA, we do not need to make that decision until more specific Measure R project lists emerge. Currently five highway projects have been identified as primary TIFIA loan applicants for accelerated delivery. As more projects are progressively identified and developed over the course of Measure R, additional needs for a TIFIA loan will be then specified. The target time frame for Letter of Interest (LOI) submittals for the known projects is summarized in the following table:
TIFIA Measure ROnly ($M) TIFIA NonLACMTA Funds ($M) 231 Allocation TBD 1,155 1,155 1,782 726 950 5,049

Project ARTI HDC 710 South 710 North 605 Hot Spots Totals

Est. Cost ($M) 700 3,500 3,500 5,400 2,200 15,300

Draft Env. Doc. Circulation Done Fall2013 Spring 2014 Spring 2014 Spring 2015

Target LOI Submittal March 2013 November 2014 August 2014 August 2014 August 2015

Target Financial Close Year Spring 2014 Fall2014 Summer 2015 Summer 2015 Summer 2016

Measure R Project Finance Acceleration Plan

Page 15

ATTACHMENT C
Los Angeles County Metropolitan Transportation Authority One Gateway Plaza Los 1\ngcle s, CA

<13.922 .2ooo Tel metro. net

Metro
MARCH 6, 2013

TO: THROUGH:

BOARD OF DIRECTORS ARTHUR T. LEAHY }.J!??;,".--CHIEF EXECUTIVE OfflCER MARTHA WELBORNE, FAIA EXECUTIVE DIRECTOR C,OUNTYWIDE PLANNING FRANK ALEJANDRO .-- ,_-L.-----CHIEF OPERATIONS OFF;ICER
,.,..,,1'
/

FROM:

SUBJECT:

STATUS OF STATE OF GOOD REPAIR ANALYSIS

ISSUE Per Board direction, we are in process of preparing a Short Range Transportation Plan (SRTP). The SRTP is a near-term action plan that guides our programs and projects over the next ten years, through 2023. Also per Board direction, the SRTP is charged with examining and addressing State of Good Repair (SGR) asset rehabilitation and replacement programs for our bus and rail systems, as well as operations and maintenance needs. This updates the Board on the recent and ongoing analysis of requirements to maintain Metro's assets in a SGR.

BACKGROUND Over the last year, Planning and Operations with input from Transit Project Delivery, Finance, and the Office of Management and Budget (OMB) have been working on a detailed technical and resource analysis examining rehabilitation/replacement projects, workforce capacity, associated costs and available funding over the SRTP time frame. Analysis Approach Our SGR analysis (rehabilitation/replacement needs) compiles information from the databases maintained by Operations of all major assets (both bus and rail) and their conditions that are part of Metro's transit system. The analysis follows Federal Transit Administration guidance and age-based criteria to determine when assets are approaching the end of their useful life and should be replaced.

Estimated replacement costs were compared with available funding levels currently programmed over the SRTP period to identify funding shortfalls and surpluses (Attachment A). This infonnation will be used to analyze various funding scenarios and the project delivery/workforce capacity to address the needs. Findings The 10-year SGR need is $3.3 billion (in 2014$). There is sufficient funding over the SRTP time frame to meet SGR project needs with $3.8 billion provided between FY 2014 and FY 2023. However, on an annual basis, the timing and amount of funding available needs to be re-aligned. Attachment A shows that the largest need is in the first few years where the backlog exceeds funding currently programmed. In later years, funding exceeds needs and advancing these funds could address the $806 million deficit during the first five years between FY 2014 and FY 2018. Continuing Analysis Addressing the funding shortfall requires advancement of funds, but we must also consider that workforce capacity is a constraint on delivering SGR projects. A preliminary analysis scenario (shown as the dashed line on Attachment B) considers advancing funding gradually to allow a matching growth of project management capability. An aggressive scenario that may be able to achieve this is increasing funding 25% per year in the first five years until the backlog is addressed and then reducing funding to match lower levels of need during the last five years. Work is underway to understand the impact of the funding timing issue on the operation of the transit system. Several funding scenarios are being tested to address the impact of providing more funding in the years needed. We are also performing an analysis to determine an optimal project mix based on changing priorities and the workforce capacity needed to address SGR needs. Continuing efforts will focus on determining an appropriate funding schedule for SGR work given the extent of project backlogs and an understanding of appropriate staffing levels.

NEXT STEPS

The Measure R Project Finance Acceleration Plan will be presented to the Board in March, 2013. The financial assumptions used in this strategy are currently using the preliminary SGR analysis. This preliminary analysis is currently undergoing further validation. We expect this validation process to be completed by summer 2013. In the budget process, OMB will be requesting that the Board adopt a maintenance/ replacement policy in compliance with Contract/Facility/Equipment vendor specifications which will ensure all facilities and equipment be maintained in a state of good repair. More details will be included in upcoming budget discussions.

Page 17
Status Of State Of Good Repair Analysis

Attachment A

SGR Needs vs LRTP Funds

(2014 $)

700,000 600,000

0 0

500,000 400,000

Funding

; 300,000 200,000 100,000

-It- SGR Needs

2014

2015

2016

2017

2018

2019

2020

2021

2022

2023

Status Of State Of Good Repair Analysis

Page 18

Attachment B

Preliminary Analysis SGR Scenario Advancing LRTP Funds vs Need

700,000 600,000
Funding

2014$

500,000

- 400,000
0

sGR Needs

;300,000 200,000 100,000 0

2014
'

..
n

Preliminary advance funding scenano

2015

2016

2017

2018

2019

2020

2021

2022

2023

Status Of State Of Good Repair Analysis

Page 19

ATTACHMENT D

Attachment D Finance and Budget # _

Long Range Transportation Plan

Project Finance Acceleration Plan

Finance and Budget Committee

March 20, 2013

Left Blank for Pagination Purposes

Page 20

UCLA Anderson Forecast Update

$7 0

Recent MTA Sales Tax Revenue Projections

$6 0

$5 .0

$4.0

$3.0

$2 0
FY 1011 Actual

$1 0

.1

-.- Nov lOll Forecast

January .lUH forecast

$0.0

Lower Interest Cost Assumptions

Senior Tax Exempt Bond Interest Rate Assumptions

=
1

n
0

6.00%

2.00%
....... November 2011LRTP Interest Rate January 2013 LRTP Interest Rate

..., Moody'sAnalyticsAaa Bond Yield Forecast

UCLAAndersonAAAMunicipal Bond Index

1.00%
IHS Global Insight AAA Bond Yield Forecast

0.00%
0 N 0 N

;!;

0 N

0 N

0 N

Page 21

Sales Tax Receipts Tracking UCLA Forecast

$3.5

MTA Sales Tax Revenue Projections and Actuals

Through FY 2040: 6% decrease

4% decrease
10%total decrease

FY08

FY09

FYIO

FYll

FYI2

FYIJ

FYI4

FYIS

Preliminary State of Good Repair Data

{CurrentS's in lbousandsl

State of Good Repair study to recommend accelerated spending

- I.RTP Update will include "potential funding scenario" data in orange
(LRTP shows Year of Expenditure dollars. this chart shows Current dollars)

- Additional borrowing is necessary to meet these needs

Preliminary SGR Scenario for Advancing LRTP Funds vs Need

700 000 600 000 500 000 400 000 300 000 200 000 100 000 0
-------s.c-= ln:;

....
0

"

. ..... ............

'

... ---.l'"o...--...... - ---i

/ \.
I

'";. -. ::'
l' l ' :;> : . :
. $ ' i'e::!:

Page 22

2013 Countywide Call for Projects

Preliminary Modal Categories Funding Marks

(Year of ExpenditureS's in thousands)

MODAL CATEGORY Regional Surface Transportation lm provements Goods Movement Transit Capital Transportation Alternatives (formerly "Enhancements")* Signal Synchronization & Bus Improvements Regional Bikeways* Pedestrian Improvements* Transportation Demand Management (TDM) Reserve Approved De-obligations (modal allocation TBD) TOTAL FUNDING MARK

Modal Mark

% 194% $ 17.5% $ 10.1% $ 1.8% $ 22.1% $ 15.0% $ 74% $ 3.7% $ 2.8% $

$

MODAL MARK

29,400 26,250 15,150 2,700 33,150 22,500 11 ,100 5,550 4,200 49,300

100% $ 199,300

* Fede ral, state. and regional MAP21 related legi slation and policies may require the transfer of a portion of these m odal funds to Caltrans and SCAG. TBD =To Be Determined

Left Blank for Pagination Purposes

Page 23

Transit and Highway Acceleration Benefits

Complete 12 transit projects in 10 years Create 152,000 jobs Eliminate 522,000 lbs of emissions every day Reduce vehicle miles traveled by 191 million Increase transit boardings by 71 million Seek to accelerate 15 highway projects Create 256,000 jobs Relieve Congestion Countywide Improve goods movement

Measure R Transit Project Costs and Opening Years

Total Transit Project Cost and Opening Year Assumptions (a)
(Year of expenditure (YOE) dollars in millions )
LRT P Feb. 2013
Accelerated Plan Feo 2013

Project Description

Assumed Funding
$,nmtlllons)

Opening
Year
FY 2013
FY 2017 FY 2017 FY 2018 FY 2019
FY 2019

Assumed Funding
($tnmtlltons)

Opening Year
FY 2013
FY 2017 FY 2017 FY 2018

Orange Une Canoga Extension

Exposition Blvd. Light Rail Transit II

160.1 1.511 .2 851 .1 170.1

160.1
1,511 .2

Gold Une Foothill Extension

1

851.1
170.1
1,762.9
1,366.1

East San Fem. Valley Transit Corridors

Crenshaw/LAX n-anstt Corrtdor

1.762.9
1.366.1 2.334 .0
1,740.8

FY 2019

Regional Comector
Westside Slbway Extension Section I

FY 2019
FY 2023-25

FY 2023 FY 2026 FY 2027 FY 2028 FY 2035 FY 2035 FY 2036 FY 2039

5,175.6

Westside Slilway Extension Section II West Santa Ana Branch line

Airport Metro Comector (Green line Extension IO LAX) (b

lncluOOdnWestsdeSubwa,' 3octon

649 .0
330.0 555.0 2,490.0 1.942 .2 2.468.0

502.8

FY 2019-24 FY 2018 FY 2018-20 FY 2020-22

264.0
332.5 1.5294

'

SoU:h Bay Green Line Extension Gold Une Eastside Extension Phase II Westside s..mway Extension Section Ill Sepulveda Pass Transit CoiTtdor

lncludednWestsdSubwifi S<ltt>'O

1.647.6

FY 2025

Total a
(a\lncludespn oryeare(pendllures

18,330.5

15,273.4
10

(b) Est1ma ted local agencv contnbut10n IS $1 006 B n adclltlon to MTA-Iunr:Jed ')Ccei.Jratt'ld prOJt'l::l .ostrJI$254 M

Page 24

Measure R Highway Project Costs and Opening Years

MeasureR Highway Project Cost and Opening Year Assumptions (a)
(Year of expenditure (YOE) dollars in millions) LRTP Feb . 2013 Update
Project OucrtpUon

Accelerated Plan Feb. 2013

Assumed Funding
($ In mlllons)

Opening Year
FY 2015 FY 2015 FY 2017
FY 2017

Assumed Funding
(SIn millons)

Opening Year
FY 2015

lr1erstate 5/Slate RoUe 14 CapacltyEnhttncoment Hgh Desert Corridor (Envlromertal)

175.8 33 0 6082

175.8 33 .0 608.2
1,894.2

FY 2015 FY 2017 FY 2017 FY 2018 FY 2019 FY 2023 FY 2021 FY 2023 FY 2023 FY 2023 FY 2023 FY 2023 FY 2023

lrterstate 5 Nor1h Carpool Lanes !Tom Stele RoUe 170 to Stale Route 134 lnlerstate 5 Soulh Carpool Lanes (lnclw:lng

Garmerita Interchange
E!NSF Grade Separations in Gateway Clllos Alameda Corridor East Grade Separallons Phese U Court';Wide Soon<tNals
1

1.894 2
35 .0
1,054.7

FY 2018 FY 2019 FY 2023 FY 2022 FY 2023 FY 2023 FY 2023 FY 2023 FY 2023 FY 2023

35 .0 1.054.7 120.0 243 .0 410 .0 339.8 72.9 85.7 328.5 129.7 5,530.5

120.0
243 0

Slate RoUe 138 Corridor Widening llll&rslate 5 North Capacity Enhancement includng Truck Lanes

410 0 339 .8 72.9 85.7 328.5 129.7 5,530.5

lrterstate 605 Corrk:lor Hoi Spot Interchanges HghwBy Oper81ional lmprovem9flts AfTO'JIO Verdugo

Subregion Hghway Operalionallmprovements las

VIr Sutxe ion

South Bay Ramp and Intel' change lmpuwemenls lrferslale 710 So._.h ""d Eat1y Acllon Projecls

Subtotal 1st Decade

(a) Includes prior year expe:ndlures .

11

Measure R Highway Project Costs and Opening Years

Measure R Highway Project Cost and Opening Year Assumptions (a)
(Year of expenditure (YOE) dollars in millions)

LRTP Feb 2013 Update

Project Descrtption

Accelerated Plan Feb. 2013

Assumed Funding
($ 1n millions)

Opening Year
FY 2032 FY 2032 FY 2032 FY 2039 FY 2036 FY 2039 FY 2032 FY 2039

Assumed Funding
($ 1n millions)

Opening Year
FY 2026 FY 2026 FY 2026 FY 2026 FY 2026 FY 2026 FY 2026

Interstate 605 Corridor Hot Spot Interchanges Higtway Operational lmprOV9ments Arrayo Verdugo Subregion H1g-.way Operational Improvements las Subregion

473 0 186 .7 167 6 1.183 9 1.103 2 821 .4 164 .8 713 .9

250 .2 97 .1 89 .3 577 .5 807 .1 130.0

;i;

South Bay Ramp and Interchange lmprcwaments

Interstate 710 North Gap aosure (Tunnel) Countywtda Scundwatls Interstate 5 North Capacity Enhancement 1ncludng Truck lanes Interstate 710 South and Earty Action PrOJects

"'
0. 1-

510 .1

FY 2026

Subtotal 2nd and 3rd Decades

4,814.5 10,345.0

2,461.3 7,991.8

TOTAL
(a) Includes pna- year expenditures

$2.3 Bin Matching Funds Not Accelerated

I
12

Page 25

Measure R Project Finance Acceleration Plan Summary

Borrowing $10.2 B for Measure R projects:

-MeasureR Senior Bonds
Repaid in 18 tol9 years:
- $950 M Hwy f$1.8 B Transit

$2.75 B

- TIFIA Measure R only

Repaid in 22 to 23 years:
- $2.57 B Transit/ $950 M Hwy.

$3.52 B

- TIFIA MeasureR wj Prop. AfC

Repaid in 35 years

$1.46 B $0.95 B $1.52 B

-New Am. Fast Forward wf Prop AfC

Repaid in 35 years

-Taxable MeasureR wf Prop. AfC

Repaid in 50 years: $850 M Transit/ $670 M Hwy.

Weighted average repayment under 30 years

13

MeasureR Project Finance Acceleration Plan

Sources of$10.2 Bin Planned Borrowing

MeasureR Project Finance Acceleration Plan Debt & Highway)

No Underground $5.83 Bin MeasureR transit borrowing will include Prop. AfC1 repayments after2040

Underground OK $4.37 Bin MeasureR transit borrowing will be MeasureR only

1.

The MTA Reform and Accountability Act ofl998 prohibits below grade rail transit tunnel uses of Proposition A and Proposition C funds. This Plan complies with this rule. ,.

Page 26

Repaymen t Plan fo r Meas ure R Transi t Pro ject Acceleration:

Some Loans Use Prop. A 35% andfor Prop. C 40%

Transit Annual Debt Service by Type
(Doll ars in Millions)

$3,500

MeasureR Borrowing
Measure R/A/C Bonds

AFF MeasureR/A/C Bonds

Measure R/A/C TIFIA Loans

........ - .-'

$3,000

TIFIA loans
$2,500
Prop A 35% & C 40% Revenues

35% Revenues

$2,000

- - - - - -- - -- - - - - - -1

I
When Measure R expires
$1,000 . $500

$1,380

some loans will use Prop A or C

Approx 15% of revenues

$270

$0

:::
0 N

.,.

.,.

..,
N

0 N

;;:

0 N

.,. 0 .,. 0.,. "' .,. 0.,. 0 0 .,. "' "' 0 0 0 0 0 0 0 "' "' "' "' "' "' "' "' "' "'
00

00

00

lS

Post-2040 Proposition A and Proposition C Debt Service

Prop A 35% and Prop C 40% Debt Service
)Dollars in Millions )

$3,500
Acceleratio n Debt Service

$3,000

Existing/Pia nned C40% Debt Service

Existing/Planned A35% Debt Service -+t- PropA 35% & PropC 40% Revenues

$2,500

Policy Cap

-ii!-FY2014 Debt Level (45%) $2,000

$1,500

$1,000

$500

$0

.,. .,. .,. .,. .,. .,. .., "' '#

N

.....
0
N

::, "' "' "' "' "' "'

N

:;;

:::

"' "' "' "' "' "' "' "' "' "' "' "' "' "'
0
N

- .,...,.,

....,..
,.._
00

16

Page 27

MeasureR 35% Transit Program

Acceleration Plan Meets Optimal Construction Cost Needs

Construction Cost Curve Funding by Source
(Dollars in Millions)
$3.000 , -- - - - - - - - - - - - - - - - - - - - - - - - - - -

Total Cost- $15.0 B

$2 .500

+---------------------------Estimates assume optimal construction schedules: Actual expenses always shift

)
$1.500

$1 .000

$500

2013

2014

2015

2016

2017

2018

2019

2020

2021

2022

2023

2024

2025

2026

Fiscal Ye

17

Left Blank for Pagination Purposes

18

Page 28

Additional Debt Raises Interest Rates

America Fast Forward: Make subordinate interest rates lower through federal policy intervention
PPP{SWF{ Ca!PERS

6.5%

Subordinate 2 Subordinate1

Senior2

Senior1
$2 .9 B $2.5 B

$1.2 B

$0.5 B

$0.5 B

+Without intervention, interest rates should rise as more debt is issued

PPPfSWF =Public Private Partnership/Sovereign Wealth Fund

LA's Three Part America Fast Forward Plan

$"sin millions Fiscal Year
Build America Bond. Meuun:R Senior Bond

'14&

'15

'16

'17

'18

'19

'20

Prior
$750 3.52% 2039

'21

I z2 I '23 I '24 I '25

0..

0
Vl

S550 4.5%
2038

I I
$305 4.5% 2038

"i<
<::

00

Am. Fast
Forward (+AACJ
Tanblc
NaSuhway (+A&C)

$473 0%
2040

$265

$217

0%
2050

0%
205!

H
$14 5 6.5% 2067

1. Congressional Action Needed $1.0 B

$73 6.5% 2068 Sill 6.5% 2069
$JJO 6.5% 2069

"' -E *,..,
"'
::;:
'OJ

"'

..0

I I
1

Vl

$172 6.5% 2069

Variable lb.ttCom.
Paper

$193 1.41% 2038 $89 3.5% 2060 $1 18 3.5% 2060

$53

12. NewTlFlA MCA $1.5 B

$241 3.5% lObO $399 3.5% 2036 $317 2.43% 2034 $181 3.5%
LObO

>-

TIFIA No Subway
(+A&C)

$2 58 3.5% 2060 $142 3.5% 2036

$!8J 3.5% 2060 $17 3.5% 1036

$1lJ

3.5% 2060 $388 3.5% lOJb

$39 3.5% 2060

3.5% $lJO 2060

1
I

_g "' .f -"' "'

::l

'0

2!

TIFIA Subway

OK
TJFIA Crenobaw/ lAX

3.5% 2036

$623 3.5% 20J6 $209 2.H% 20J4

113 . Amend $1.0 B TlFIA MCA Request to $2.0 B

"

Page 29

Funding for Accelerated Revenue Service Hours - Rail

MTA Rail Revenue Service Hours by Funding Source -;=-----,-..,--------.,--------,
-0ef;tit MnMeR

2.0

STA
federai,CMAQ

PropC40%
Prop A, IDA. Other

1 1.5

Fares

-Feb'lllRTP Update

,1"

r--<""L.L.L

1.0

0.0

.,

.,

21

Funding for Accelerated Revenue Service Hours- Rail

MTA Rail Operations Costs by Funding Source
$1.5 .

..a MeasweR
-;;;-

STA
PropC40%

. _ Federai,CMAQ

Prop A, TOA,.Other

!
0

Sl.O

Fares

-Feb'ULRTPUpdate

l
;;!

i.,

:!;

505

21

Page 30

Repayment Plan for MeasureR Highway Project Acceleration:

Some Loans Use Prop. C 25%

Highway Annual Debt Service by Type
(Dollars In Millions) $1,200
"'D MeasureR Borrowing

Measure R/C Bonds

_______ -+_ M _e _a _ s_ ur _ e_ R _2 _ 0_ % _R _e _ v_ en _u _ e_ s _ _ _ _ _ _ _ _ _ _-.,..___

""' Prop C 25% Revenues

$800

$400

$200

ApQrox 14% of revenues

2l

Post-2040 Proposition C 25% Debt Service

Prop C 25% Debt Service
(Dollars in Millions)
$1,200
Acceleration Debt Service

$1,000

. . Existing/Planned C25% Debt Service

""*-Prop C 25% Revenues

_._ Debt Policy Cap

$800

Debt Level (38%)

$600

$400

$200

$0
0
N

:
N

Cash commitments for Freeway Service Patrol and Rideshare in FY 2040 are projected to be
$28 M and $22 M, respectively.
24

Page 31

Sources and Uses ofMeasure R Highway Acceleration Funding Strategy

.. n1 U.M<If"lil Hlthw..Y

S.t

4 811/on Acclttlon fun61nc \""'IY lrnMorlt]

-$1,151

U'IHOI MeasureR H!hwy ProJe-ct ActelerMJon f:unchna FY l014-l0l6

klln'f.!OU/MltfNoMi

"""

4n.e.rMedUa.-llllO'II.

"'ot-rt ,......,.. S4 4
25

MeasureR 20% Highway Program

America Fast Forward Strategy

S's in millions
Fiscal Year Prior/ '14 '15 '16 '17 '18 '19 '20 '21
$55

'22
SISO 4.5%
2038

'23

'24
$175

'25
$250

'26
$320

.5 ;; "' a ., "
0
;>

?;

.a
Ji
'

Mcuun:R Senior

j1. Measure R Senior $950 M

$146 $231 $175 $54 $69

4.5%
2038

4.5%
2038

4.5%
2038

4.5%
2038

Mcuun:R

Taahle
(PC2S'K.)

6.5%
2064

6.5%
2065

6.5%
2066

6.5%
2067 $947

6.5%
2068

2. Meas. RfP C 25% $675M

TIP !A

4.5%
2019

3. New TIFIA MCA $950 M

$ 15 1 $142
$127

Measure R 20% Direct (net) Total Available

$ 140

$1 79

$157

$166

$156

$114

$26

$48

$58

$29

ssoo

Prior/

S500

sm

$311

$341

$1,157

S151

Wl

S1l2

$264

$26

szn

Pill

$349

I $4.4

B available to accelerate Measure R Highway projects

'

Page 32

MeasureR Project Finance Acceleration Plan Actions Metro Actions Needed Amend Measure R Amend TIFIA MCA
-Westside Subway and Regional Connector

Federal Actions Needed Approve Full Funding Grant Agreements Approve TIFIA MCA's Pass America Fast Forward Bond legislation
- Approve AFF bond allocation for LA County
17

Submit TIFIA MCA's:

Non-subway transit Highway

30/10 Initiative

Measure R 35% Transit Expenditure Plan Amendment

Cent Slllft; Ta111 for Tre naport.tto n E>tpll'n di t ur Pia u 30 Yurs. Fiscl Y.ar (FY) 2010 - 203t by thv los County MBtropoli1Bn Tra ns.ponatlon Au1hmil)' S.O.rd of
Proposed A'"ndm&nt

July 2:4. 2008

fMC"!""T".t"""....

'

)0

}(l

.1

,_.....,a'1<1,,

-li"' ..

.... :"P'*'

s rw

Amending MeasureR enables accelerated expenditures

P">!'"(l...-<.,..,

.1

:1

'1
J

....... .,_ .. ... l ..._.. -. ..... ...,.

:,

_c,.,..o,_.,.o...,..._

...

... $'""""
..."'""'...,..

s ... .....""" _, ...

...... ,., ....,"""fK''""

..
S...

... ... --..,.,.

!!n ,""''

:, .. ,._,..-, ->r

-"""""
s coo"

.,.;cc..AJI><>_e<"."''

18

Page 33

Left Blank for Pagination Purposes

29

Appendix

Measure R Project Finance Acceleration Plan

30

Page 34

Funding for Accelerated Revenue Service Hours

12

MTA Bus and Rail Revenue Service Hours by Funding Source

r--=-=o.::-cf,.-:icit:--------= - =M::-,-.,u-,.-.:-R-----.,
federal, CMAQ

PropC40%
Prop A, IDA. Other

..... ra;

",.,- ....
'

1'1...,,,.,

Funding for Accelerated Revenue Service Hours

MTA Bus and Rail Operations Costs by Funding Source
$3.5

Deficit

.._. MeasweR
$3.0
STA.

PropC40%
federai,CMAQ

..,
---

. )(

$2.5

Prop A. TOA. Other

fill"eS

-Feb'OlRTP Update
$2.0

--

..,

- .....

$1.5

......,...-:r""

$1.0

$0.5

$0.0

1.

32

Page 35

Funding for Accelerated Revenue Service Hours - Bus

MTA Bus Operations Costs by Funding Source
-DI!fidt

$2.5

$2.0

PropC40% Prop A., TDA, Other

Fares

Sl.O

$0.5 . . . .

.,.-t.......-.....

........

.......,.-t.......-.....

$0.0

"

Funding for Accelerated Revenue Service Hours- Bus

MTA Bus Revenue Service Hours by Funding Source

0 .

"

Page 36

Measure R Transit Program

Finance Alternatives
Alternative30/10 Funding Strategies
$16 $14
$12
(Dollars in Billions)

$8
$6 $4
$2

$large Grant ' New Starts Grants Measure R/A/C TIFIA loans
Measure R Borrowing

large loan @ 2.17% Gap

Measure J

MR Project Accel TIFIA loans Measure R/A/C Bonds

JS

AFF Measure R/A/C Bonds

Other State, local & Federal

Measure R Transit Program

Funding Gap Alternatives

Selected Variable Assumptions Alternatives New Starts Grants $2.07 B +$3.97 B TIFIA Loans MeasureR Borrowing Transit Projects Optimized Conclusion

Large Grant

$1.19 B

$3.18 B

12 Optimal

Not Available

Large Loan

@ 2.17%
Measure J

$2.07 B

--

$8.38 B

12 Optimal

Not Available

$2.126

$4.20 B

$3.31 B

12 Optimal

Not Available

MeasureR Project Acceleration

$2.126

$4.03 B

$3.61 B

12 Optimal

Recommended

36

Page 37

ATTACHMENT E Funding Plan for Non-P3 Highway Initiatives in Planning Stages

Of the 16 highway Measure R highway projects, five are to be addressed through the P3 program: the High Desert Corridor, the 710 North, the 710 South, 1-5 North from SR 14 to Kern County Line, and Countywide Soundwall Construction. Of the 11 remaining projects, six are under construction: the Alameda Corridor East, I-5/SR14 Interchange, 1-5 South, 1-5 South at Carmenita, 1-5 North from SR 134 to SR 170, and SR 138. The remaining five projects below are in the planning stage and could benefit significantly from the MeasureR Project Finance Acceleration Plan, including TIFIA MCAs. The specific funding agreements already under contract are listed after the projects. 1. BNSF Grade Separation in Gateway Cities- Continue to work with the Gateway Cities sub-region to select grade separation projects and potential matching funds that can utilize the accelerated Measure R 20% Highway funds. 2. Highway Operational Improvements in Arroyo Verdugo -Complete the delivery of the LACMTA Board approved project list through FY 2019. Convene a joint meeting of the sub-regional stakeholders (including, but not limited to, the Cities of Burbank, Glendale, and La Canada, and the County of Los Angeles) in April/May to develop a joint list of projects to be delivered with the accelerated funding through FY 2014 to FY 2026. 3. Highway Operational Improvements in Las Virgenes/Malibu -Complete the delivery of the Board approved project list through FY 2019. Convene a joint meeting of the stakeholders (including Las Virgenes/Malibu COG, Cities of Westlake Village, Agoura Hills, Calabasas, and Malibu, and the County of Los Angeles) in the area in April/May to develop a joint list of projects to be delivered with the accelerated funding from FY 2014 through FY 2026. 4. Interstate 605 Corridor "Hot Spot" Interchanges- Continue to work with the Gateway Cities sub-region stakeholders (including Gateway Cities COG, Artesia, Avalon, Bell, Bellflower, Bell Gardens, Cerritos, Commerce, Compton, Cudahy, Downey, Hawaiian Gardens, Huntington Park, La Habra Heights, La Mirada, Lakewood, Long Beach, Lynwood, Maywood, Montebello, Norwalk, Paramount, Pica Rivera, Santa Fe Springs, Signal Hill, South Gate, Vernon, Whittier, Los Angeles County, Port of Long Beach) to identify, develop and deliver new projects using the accelerated Measure R 20% funds to be made available from FY 2014 through FY 2026.

Measure R Project Finance Acceleration Plan

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5. Interstate 405, 1-110, 1-105, and SR-91 Ramp and Interchange Improvements (South Bay) -Complete the delivery of the Board approved project list through FY 2019. Convene a joint meeting of the stakeholders (including the South Bay Cities COG, Cities of Carson, El Segundo, Gardena, Hawthorne, Hermosa Beach, Inglewood, Lawndale, Lomita, Manhattan Beach, Palos Verdes Estates, Rancho Palos Verdes, Redondo Beach, Rolling Hills, Rolling Hills Estates, Torrance, and the Harbor City/San Pedro communities of the City of Los Angeles, and County of Los Angeles) in the area in April/May to develop a joint list of projects to be delivered with the accelerated funding from FY 2014 through FY 2026.
Measure R Sub Regional Funds Projects with Executed Funding Agreement
(000)

SPONSOR Burbank Glendale Glendale Glendale Glendale Glendale Glendale Glendale La Canada Flintridge Agoura Hills Agoura Hills Calabasas Calabasas Calabasas Calabasas West Lake Village West Lake Village West Lake
\/ill"n"

PROJECT TITLE San Fernando Blvd and Burbank Blvd Improvements Fairmont Avenue Grade Separation at San Fernando Road Construction Fairmont Avenue Grade Separation at San Fernando Road Proj Dev Grandview and Sonora Ave At-Grade Rail Crossing Improvements Central Avenue Improvement Broadway to SR134 Verdugo Rd Signal Upgrade Construction Sonora Ave At-Grade Rail Crossing Safety Upgrade Traffic Signal Sync Brand Colorado San Fernando Glendale Verdugo Soundwalls on Interstate 210 Arroyo Verdugo Subregional Sub Total Palo Camando interchange Proj Dev. Roundabout Design Proj Dev. Lost Hills Overpass and Interchange Proj Dev & ROW Mulholland Hwy Scenic Corridor Proj Dev & ROW Las Virgenes Scenic Corridor Completion Proj Dev Parkway Calabasas US 101 SB Off Ramp Proj Dev Route 101 Lindero Canyon Road Interchange Proj Dev Highway 101 Park and Ride Proj Dev Rt 101 Lindero Canyon Rd Interchange Construction Phase 3B & 4B Rt 101 Lindero Canyon Rd Interchange Construction Rt 101 Park and Ride Lot Construction

Total 2,325 2,700 300 1,850 3,250 700 2 ,700 1,250 4,588 19,663 18,090 5,300 17,210 19,000 2,750 850 1,500 215 261 3,378 5,339 2,240

Prior

Yrs
2,700 300

FY 13 575

FY 14 1,750

FY 15

FY 16

1,850 3,250 700 2,700 1,250 151 3,851 2,590 125 2,885 2,500 250 350 500 215 261 3,378 5,339 2,240 20,633 19,000 17,500 10,825 8175 5,000 5,000 7,000 2,000 4,500 9,500 500 500 1,000 4,825 937 10 562 3,500 5250 3,500

6,000 6,000 175

Agoura Hills Agoura Road Widening Proj Dev

West Lake Village West Lake Village

Las Virqenes/Malibu Subreqional Sub Total 76,133

Measure R Project Finance Acceleration Plan

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- - - - - - - - - - - - - - - - - - - -- - - - - - - - - - - - - - -

-----------

MeasureR Sub Regional Funds Projects with Executed Funding Agreement

(000)

SPONSOR SBCCOGS Carson EISegundo Gardena Gardena Gardena Hawthorne Hawthorne Hermosa Beach Inglewood Lawndale Manhattan Beach Redondo Beach Redondo Beach Redondo Beach Redondo Beach Redondo Beach Redondo Beach Torrance Torrance Torrance

PROJECT TITLE South Bay Cities COGS Hwy Implementation Plan Proj Dev Sepulveda Boulevard Widening Broadway to ICTF Driveway Maple Ave Arterial Improvement Sepulveda Blvd to Parkview Rosecrans Av Arterial Improvements Vermont Av to Crenshaw bl Artesia Blat Western Av Intersection Improvements Vermont Av Arterial Improvements Rosecrans Av to 182nd St Rosecrans Ave Arterial improvements 1-405 SB to Isis Ave Aviation Blvd and Marine Avenue I intersection Improvements Pacific Coast Hwy Improvements Anita and Artesia Inglewood ITS Phase IV Inglewood Ave widening from 156 St to 1-405 SB On-Ramp Sepulveda Blvd at Marine Ave Intersection Improvements Pacific Coast Highway Anita St. to Palos Verdes Bl Pacific Coast Highway Torrance Bl Pacific Coast Highway Palos Verdes Bl Aviation Blat Artesia Bl Inglewood Ave at Manhattan Beach Aviation Blvd at Artesia Intersection Pacific Coast Hwy Hawthorne Blvd Intersection Improvements Maple Ave Sepulveda Intersection Improvements

Total 4,717 1,158 2,500 5,140 675 2,350 2,100 2,100 368 3,500 500 235 1,400 586 320 22 30 847 19,600 600

Prior Yrs 1,835 1,158 2,500 300 75 150 2,100

FY 13 742

FY 14

FY 15 702

FY 16 742

696

317 600 132

4,523

2,068

600 368 300 100 235 1,400 3,200

1,500

400

59
32 22

527 288

30
847 1,300 60 1,000 13,503 37,987 300 18,000

540
10,500 18,214 47,776 6,600 14,187 36,937

18,100 Transit Park and Ride Regional Terminal Design South Bay Rafl1)s and Interchanges Sub Total 66,848 162,644 Grand Total

18,702 29,527

2,242 10,417

Measure R Project Finance Acceleration Plan

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ATTACHMENT F Public/Private Partnership Investment Analysis Sepulveda Pass Transit Corridor Staff and consultants are preparing a comprehensive strategic assessment of the Sepulveda Corridor Project, evaluating the suitability of a transit and/or highway facility as a P3 project as well as a refined evaluation of use of a Pre-Development Agreement (PDA). Staff currently estimates that $3 million will be required to complete this analysis which will include substantial "project definition" (determination of terminal points for transit connection, access points for toll lanes, tunnel configurations, operational concepts for toll and transit, refined ridership, use and refined capital cost estimates etc.). The work will also include evaluations of P3 potential for the Airport Metro Connector and an analysis of the San Fernando Valley and East San Fernando Valley Transit connection to the corridor. Recommendations as a result of these assessments will be presented to the Board, and if approved, will proceed with steps toward procurement of a developer (RFQ/RFP) for a PDA approach to the project. Staff estimates this phase would require $6 million to complete. Depending upon the negotiated terms with a P3 developer, the first phase of the development contract may require $5 to $7 million LACMTA contribution with the developer retaining significant costs through a developer contribution ("sweat equity" in the form of engineering and other analysis) to the project. LACMTA would also commence environmental clearance efforts during this phase which staff estimates would require $60 million, depending on the scope of private investor involvement. 1-710 South Freight Corridor This project is currently in the environmental clearance phase, with a revised DEIS/R anticipated to be completed by 2015. Depending on the results of the revised DEIS/R, it may be necessary to reevaluate a portion of the strategic analysis and business plan work already completed in connection with the initial P3 evaluation. This additional work would likely require approximately $1 million to complete. If authorized to proceed as a P3, the next step would involve finalizing the business case (including refined tolling/revenue analysis, access and exit definition, operational concepts and refined capital cost estimates etc) and coordination and documentation of cooperative agreements between LACMT A and Caltrans to procure a developer and obtain CTC approval. Staff estimates that $5 million will be required to complete this work. LACMTA's retained costs of $750 million for pre-construction work (Right-of-Way, utility relocations, etc.) and a construction subsidy ranging from $3 billion to $4 billion, depending on the truck tolling scenario and the potential amount of a TIFIA loan that could be secured would also be required.

Measure R Project Finance Acceleration Plan

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SR-710 North

This project is also in the environmental clearance phase, with the Alternatives Analysis just completed. A P3 business plan for this project was completed in August, 2012 and that plan estimated a requirement of public funds for right of way, pre-development and early design of approximately $80 to $90 million. If authorized to proceed as a P3, work to finalize the business case, complete documentation of cooperative agreements between LACMTA and Caltrans to procure a developer and obtain CTC approval would require an estimated $6 million to complete. A portion of the Measure R allocation of $780 million would then be used for LACMTA's public subsidy in a P3 concession. The total construction cost in excess of the subsidy, currently estimated at+/- $3.6 billion is estimated to be covered by toll revenue over the course of the project.
High Desert Multipurpose Corridor

Also in the environmental clearance phase, if the Board determines to proceed with a P3 procurement on this project, the next steps will involve finalizing the business case, and negotiation and documentation of the cooperative agreements between LACMTA, SAN BAG for San Bernardino County, and Caltrans to procure a developer and obtain CTC approval. Additionally, LACMTA will have its share of retained costs (approximately 55% of $520 million i.e. Some $290 million) for pre-development work, right of way acquisitions and construction monitoring in Los Angeles County. Depending upon progress of adjacent high speed rail projects (CaHSR and XpressWest), the public subsidy could range from $0 with a Los Angeles to Las Vegas one seat ride, to $1.5 billion if utilizing Metrolink service between Los Angeles and Palmdale.
Accelerated Regional Transportation Improvements ("ART/') Project

This project is proceeding as a P3 but is anticipated to be partially publicly funded and is discussed in detail in the main body of the Board report.
Public Funding Requirements Chart

The appended chart (Attachment 1) sets for the public funding component of current P3 projects in tabular form.

Measure R Project Finance Acceleration Plan

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. tS E sf 1mat eo f Pu bl" 1c I nves tmen t for F ut ure P3 P fOjeC Estimated Total Capital Cost Estimated Public Investment (YOE) 1-710 South Freight Corridor $3.7 billion to $4.7 billion $3.7 billion to $4.7 billion Project
(1)

SR 710 North Gap Closure

(2)

$780 million $0.5 billion to $2.0 billion $1.0 billion +/-

$5.425 billion $4.527 billion $10-$12 billion (Central Segment)$30.754 billion to $38.735 billion

High Desert Multipurpose Corridor (3 ) Sepulveda Pass Transit Corridor (4 )

Notes: (1) This range includes LACMTA retained costs of $750 million for pre-construction dollars and a construction subsidy ranging from $3.0 to 4.0 billion, depending on the truck tolling scenario and TIFIA loan amount. (2) As estimated in SR 710 North Gap Closure Business Plan dated August 2012. (3) This range includes LACMTA retained costs of $500 million for Pre-Development, ROW, and construction monitoring, as well as a construction subsidy ranging from $0 with a direct connection to CAHSR in Palmdale (LA to Las Vegas one-seat ride) to $1.5 billion with a transfer from Metrolink to XpressWest in Palmdale. (4) Based on amount available in Measure R in YOE dollars; assumed for initial phase; additional monies may be required; to be determined following further study and/or for completion of northerly (San Fernando Valley) and southerly (to Airport) sections of the total corridor.

Measure R Project Finance Acceleration Plan

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Attachment G LACMTA Board of Director's Policies and Conditions for 30/10 Initiative
1. Adopt a support position on the "30/1 0 Initiative" subject to these policies and conditions: a. A specific MTA Board action is required to re-program highway capital project funding for use on transit capital projects as result of 30/10, unless such reprogramming does not result in a net decrease to the highway capital project funding; b. Likewise, a specific MTA Board action is required to re-program transit capital project funding for use on highway capital projects as result of 30/10, unless such reprogramming does not result in a net decrease to the transit capital project funding; c. MTA shall complete projects accelerated through 30/10 in the same sequence as the adopted 2009 Long Range Transportation Plan (LRTP); d. MTA shall support any new or modified federal program that provides financial assistance that would enable MTA to accelerate its Measure R/LRTP transit projects; e. MTA also shall support any new or modified federal program that provides financial assistance that would enable MTA to accelerate its Measure R/LRTP highway projects; f. Adoption of an MTA support position is for securing a pledge of federal financial assistance only; adoption of an accelerated project delivery schedule shall be subject to future MTA Board approval;

g. Nothing in the contemplated federal assistance would compel MTA to actually accelerate its transit construction program; h. MTA shall only utilize pledged federal assistance if the construction and financing costs are less than the available funds (adjusted for inflation) planned in the adopted 2009 LRTP, unless those costs are being adjusted by the minimum necessary to accomplish an operable segment for the corridor; and i. MTA public-private partnership program and 30/10 shall be closely coordinated to maximize leverage afforded by both.

2. Add the "30/10 Initiative" to the MTA federal legislative platform . 3. Direct the CEO to develop the supporting analyses and materials related to travel demand benefits, economic benefits, operating and capital costs, schedule, federal mandates and organizational readiness necessary to secure federal assistance to finance the "30/10 initiative".

Measure R Project Finance Acceleration Plan

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